.I.L.A. S.p.A. - Acquisition o Seven

‌Acquisition of Seven

November 7, 2025

‌Highlights

F.I.L.A. S.p.A. signed a binding agreement to acquire 100% of the share capital of Seven S.p.A. from Green Arrow Private Equity Fund 3 and the founding shareholders (Di Stasio family)

Consideration of €53.7m, of which €26.8m will be paid on the closing date, corresponding to 51% stake, and the remaining

portion in four installments by December 31, 2028. Seven 2024 results shown Revenues of €88.8m and Adjusted EBITDA ex. IFRS

16 of €14.9m, with a Net Financial Position of €9.3m (including distributed dividend for €10.0m)

Founded in 1973, Seven is the market leader in Italy in the backpack and stationery sectors, thanks to a unique combination

of tradition, quality, and brand recognition (including Seven, Mitama, Invicta, SJ Gang)

The acquisition is financed through Group Cash Flow generation and bank credit lines of €30.0m. Within the transaction

F.I.L.A. Group is optimizing the capital structure with the repayment of $50.0m in U.S. dollar financial debt, generating approx.

€2m savings on annual net interest expenses

The current CEO of Seven (Aldo Di Stasio) will remain in charge granting management continuity

The acquisition aims to expand the market position of the F.I.L.A. Group in Italy and to create synergies, leveraging Seven's extensive agents' network and an integrated product offering. DOMS and Seven are expected to form a JV to develop backpacks in the Indian market

Based on Pro-Forma Adjusted 2024 figures the combination of F.I.L.A. Group and Seven generated approx. €700m of

Revenues and approx. €118m of Adjusted EBITDA ex. IFRS16, with a Net Financial Position of approx. €183m (including €53.7m of purchase price and €10.0m dividend paid by Seven)

The closing of the transaction is expected by January 31, 2026 2



‌Agenda

1. Terms and Structure of the Transaction

2. Why Seven?

3. F.I.L.A. + Seven Combination

4. Q&A

‌Seven at a Glance

Seven is Italy's market leader in back-to-school and stationery, known for its heritage, quality products, and strong brand presence in backpacks and school supplies

A portfolio of iconic brands: Seven, premium trendsetter; Invicta, historic lifestyle brand; SJ Gang, leader in kids' backpacks; and Mitama, innovative mid-priced stationery brand

A broad, multi-category range, from backpacks to stationery, combining quality, ergonomics, and trend-driven design

An omnichannel distribution network of over 6,000 stores and a fast-growing online channel, ensuring broad market reach

A well-structured organization focused on innovation and quality, with in-house product development, yearly new collections, and a skilled team with deep industry expertise

A flexible, outsourced production model managed through the Hong Kong hub with strict quality controls, and a growth strategy

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‌Key Milestones

Invicta is founded as a specialist in outdoor gears with a heritage in mountaineering and skiing

Seven Invicta pioneers the introduction into school products market of backpacks

Launch of the SJ Gang brand targeting junior primary schoolchildren (<10 years)

Green Arrow Capital acquires 55% of Seven Invicta from Di Stasio family. Aldo DI Stasio is appointed as CEO

Seven becomes a benefit company adopting the status confirms its commitment and its shareholders to a sustainable business model

Seven S.p.A. is established in Turin by Di Stasio family as a manufacturer of sport bags

Seven acquired Invicta

S.p.A. from its main competitor Diadora

New Invicta apparel license partnership established

Strategic acquisition of a 75% stake of Incall S.p.A., further consolidating the positioning in the stationery market through its Mitama brand

Source: Company data 5

‌Product Offering

Stationery Consumable

Backpacks

Stationery non-Consumable

Other

• This category of products refers to manufactured writing materials, including pens, pencils, rubber, and coloring equipment

  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  

• In addition, there are notebooks and products useful to archive documents at the office

• This category includes backpacks and trolleys both for BTS (Back To School) and lifestyle/outdoor

• This category of products includes diaries, pencil cases, bags, organizers, diaries, cases and pouches

• This product category mainly contains technological accessories, watches, modelling clay and umbrellas

• Also includes surplus stock

27%

35%

28%

10%

6

Source: Company data

Note: Percentages above have been calculated based on FY2024 revenues breakdown of Seven S.p.A., Incall revenues have been calculated included in "Stationery Consumable" category

‌Seven at a Glance

Key Financials

Revenues Breakdown

By Channel

Retail

Incall

50%

Other

3%

4%

28%

4%

3%

8%

Mass Retail

Wholesale Export

E-Commerce

Shareholding Structure

By Brand

Co-Other Branding

Other

Brands Junior

7%

2% 4%4%

22%

Source: Company data

Note: Revenues breakdown based on FY2024 figures

Special Licenses

15%

8%

17%

21%

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‌Agenda

1. Seven - Business Overview

1. Why Seven?

2. F.I.L.A. + Seven Combination

3. Q&A

‌Key Terms of the Transaction

Shareholding structure (%) Key Highlights

Closing

31/12/2026

30/04/2027

31/12/2027

31/12/2028

51.00%

58.29%

85.24%

87.20%

100%

49.00%

Sellers

41.71%

Sellers

14.76%

Sellers

12.80%

Sellers

Funded through additional bank debt

4.0

F.I.L.A. Cash-out (€m)

1.1

Closing 31/12/2026 30/04/2027 31/12/2027 31/12/2028 Cumulated Cash-out

Source: Company data 9

DOMS ABB

€80.7m cashed in from

DOMS ABB (4.57%)

‌F.I.L.A. Returns to M&A After Debt Reduction and Optimization of Its Financing Sources

Financing Optimization

~€30m in bank credit lines

2.5% average cost

~$50m of US debt repaid

6% average cost

Use of ABB proceeds (€m)

Investing in M&A

Approx. €2m net interest savings 10

‌Agenda

1. Seven - Business Overview

2. Terms and Structure of the Transaction

1. F.I.L.A. + Seven Combination

2. Q&A

‌Reasons We're Stronger Together

Expand retail teach & enhance negotiating power

Market leadership

and competitive edge

Strengthening the presence in stationery stores through Seven's agent network,

and consolidating the negotiating power within mass retailers

Enhancing competitiveness against both domestic and Chinese players

International synergies

Invicta brand relaunch

E-commerce market

expansion

Integrated product offering

Attractive financial profile

Significant synergies expected through DOMS, following its recent acquisition of a small Indian manufacturer of pencil cases and backpacks. DOMS and Seven are expected to form a JV to develop backpacks in the Indian market

Strategic relaunch of the iconic Invicta brand, with the aim to generate

additional sales

Distributing Seven & F.I.L.A. products through e-commerce

Including F.I.L.A. products in Seven's pencil cases as part of the initial school kit

High profitability and positive cash generation driving value creation and

confirming F.I.L.A. dividend distribution guidance

Potential Synergies

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‌Revenue-Driven Synergies from the Combination of F.I.L.A. and Seven

Expand retail reach & enhance negotiating power

Synergies

E-commerce market expansion

Key Highlights

International

synergies

Integrated

Synergies

arising

from

combination of F.I.L.A. and

are primarily revenue-driven

the Seven

Revenue maximization for both companies will be achieved through the integration of their commercial strategies, the expansion of market positions in Italy and potential growth opportunities

Additional benefits will be realized through the transfer of Seven's know-how to DOMS, as well as through potential developments in the Indian market

product offering

The synergies are expected to be realized over a short timeframe

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‌Agenda

1. Seven - Business Overview

2. Terms and Structure of the Transaction

3. Why Seven?

5. Q&A

‌F.I.L.A. + Seven Combination: Pro-Forma Adjusted 2024 Figures

FY2024PF - €m

Revenues 612.6 88.8 701.3(3)

Adj. EBITDA (ex IFRS16)

103.1

14.9

117.9(3)

Margin (%) 16.8% 16.8% 16.8%

Net Financial Position

(ex IFRS 16)(1)

119.5 9.3(2)

182.5

Including €53.7m

1.5x

Seven purchase price

Financial Leverage (x)

1.2x

0.6x

Source: Company data

Note: (1) Net Financial Position for Covenant excluding IFRS16 effect and MTM derivatives; (2) Including €10m dividend paid by Seven 15

(3) Europe Revenues to increase from 35.2% to 43.5%, Europe Adj. EBITDA ex IFRS 16 to increase from 30.5% to 39.1%

‌Agenda

1. Seven - Business Overview

2. Terms and Structure of the Transaction

3. Why Seven?

4. F.I.L.A. + Seven Combination

‌Q&A







‌Disclaimer

This document has been prepared by F.I.L.A. S.p.A. ("F.I.L.A." or the "Company"), for information purposes only, exclusively with the aim of assisting you to understand and assess F.I.L.A.'s activities. Statements contained in this presentation, particularly regarding any possible or assumed future performance of the

F.I.L.A. Group, are or may be forward-looking statements based on F.I.L.A.'s current expectations and projections about future events. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors that are in some cases beyond F.I.L.A.'s control. These risks, uncertainties and factors may cause F.I.L.A.'s actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements (and from past results, performances or achievements). Forward-looking statements are not guarantees of future performance. Consequently, F.I.L.A. and its management can give no assurance regarding the future accuracy of the estimates of future performance set forth in this document or the actual occurrence of the expected developments. The data and information contained in this document are subject to changes and integrations. Although F.I.L.A. reserves the right to make such changes and integrations when it deems necessary or appropriate, F.I.L.A. assumes no affirmative obligation to update, change or integrate this document, except as and to the extent required by law. Any reference to the past performance of the F.I.L.A. Group shall not be taken as an indication of future performance. In addition, this presentation includes certain ''Adjusted'' financial and operating indicators and non-IFRS measures, which have been adjusted to reflect extraordinary events, non-recurring and/or non-monetary transactions and/or activities that are not directly related to the Group's ordinary business. These measures are not indicative of our historical operating results, nor are they meant to be predictive of future results. These measures are used by F.I.L.A.'s management to monitor the underlying performance of the business and the operations. Since not all companies calculate these measures in an identical manner, F.I.L.A.'s presentation may not be consistent with similar measures used by other companies. Such "Adjusted" information has been included to facilitate the comparison of financial information among different financial periods; however, it should be noted that such information is not recognized as a measure of financial performance or liquidity under IFRS and/or does not constitute an indication of the historical performance of the Company or the Group. Therefore, investors should not place undue reliance on such data and information. The information contained in this document does not constitute or form any part of, and should not be construed as, any offer, invitation or recommendation to purchase, sell or subscribe for any securities in any jurisdiction and neither the issue of the information nor anything contained herein shall form the basis of or be relied upon in connection with, or act as any inducement to enter into, any investment activity. This document does not purport to contain all of the information that may be required to evaluate any investment in the Company or any of its securities and should not be relied upon to form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. This presentation is intended to present background information on F.I.L.A., its business and the industry in which it operates and is not intended to provide complete disclosure upon which an investment decision could be made. The merit and suitability of investment in F.I.L.A. should be independently evaluated and determined by investors. Analyses in this presentation are not, and do not purport to be, appraisals of the assets, stock or business of F.I.L.A., and do not form any publicity material relating to the securities. Any person considering an investment in F.I.L.A. is advised to obtain independent advice as to the legal, tax, accounting, regulatory, financial, credit and other related advice prior to making an investment.

By attending this presentation, you agree to be bound by the foregoing terms.

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‌F.I.L.A. Investor Relations

Cristian Nicoletti CFO & IR Officer Piero Munari, Daniele Ridolfi - IR ir@fila.it +39 02 38105206